Exhibit 10.36

                                    AGREEMENT
                                     BETWEEN
                      EDUCATIONAL VIDEO CONFERENCING, INC.
                                       AND
                ATLANTIC DISTRICT LUTHERAN CHURCH MISSOURI SYNOD
                               FOR THE OFFERING OF
                          INTERACTIVE TELEVIDEO COURSES



                               W I T N E S S E T H


     AGREEMENT  made this day of July 21st, 1999, between the ATLANTIC  DISTRICT
LUTHERAN CHURCH MISSOURI SYNOD,  (hereinafter  referred to as "ATLANTIC DISTRICT
LCMS",  located on the  Campus of  Concordia  College,  171 White  Plains  Road,
Bronxville,   New  York  10708  and  Educational   Video   Conferencing,   Inc.,
(hereinafter  referred  to as "EVC"),  with  offices  located at 35 East  Grassy
Sprain Road, Yonkers, New York 10710.

     WHEREAS,  ATLANTIC DISTRICT LCMS is an institution  interested in providing
opportunities to higher learning for its community, and,

     WHEREAS,  EVC  is  a  domestic  corporation  engaged  in  the  business  of
Interactive Televideo, and,

     WHEREAS,  ATLANTIC  DISTRICT LCMS, its  congregations  listed below and EVC
wish to enter into a mutually  beneficial  agreement  whereby  EVC will  provide
access to EVC transmitted  courses from accredited  colleges and universities to
each community,

     NOW,  THEREFORE in  consideration  of $10.00 in good funds,  as well as the
mutual covenants contained herein, the parties hereby agree as follows:

     1. EVC shall have the right,  for the  duration of this  agreement  and any
renewal hereof to transmit all accredited college courses,  non-degree  courses,
and other programs  offered by accredited  colleges,  universities  and learning
organizations   through   EVC  via   Interactive   Televideo/Distance   Learning
(hereinafter referred to as "ITV/DL"), transmitted to ATLANTIC DISTRICT LCMS and
its congregations, commencing with the Fall Semester, 1999.

     2. EVC will provide all  telecommunications  equipment necessary to provide
access for EVC courses to ITV/DL students at ATLANTIC DISTRICT LCMS site(s).

     3. Rooms and Equipment

     a.  ATLANTIC  DISTRICT  LCMS will  provide a minimum  of one (1) room in no
fewer than ten (10) and no more than (20) of its  affiliated  churches  starting
with the Fall,  1999  academic  semester.  EVC and ATLANTIC  DISTRICT  LCMS will
thereafter mutually agree on the number of additional member  congregations this
contract  will  cover  for  future  semesters  for  the  remaining  term of this
agreement.

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     b. Each classroom shall be capable of accommodating the video  conferencing
equipment and necessary  accessories  (hereinafter  referred to as "equipment"),
along with  accommodating the students enrolled in EVC sponsored  classes.  Said
room  does  not have to be  dedicated  space,  and may be used by each  ATLANTIC
DISTRICT LCMS  congregation  for its own use when EVC courses are not running so
long as said use does not  infringe on the rights of EVC  hereunder,  or tend to
impact negatively on the success of the program  contemplated by this agreement.

     4. Advertising/Publicity

     a.  ATLANTIC  DISTRICT  LCMS  shall  use its  best  efforts  in  marketing,
advertising, and promoting EVC's offering of access to video conferenced courses
at  ATLANTIC  DISTRICT  LCMS  site(s)  in  live  church  service  announcements,
advertisements,  promotions,  marketing  plans,  etc.,  which  are  directed  at
community target markets.

     5. EVC will be  responsible  for  installing  and  maintaining  appropriate
telecommunication  lines  for  its  video  conferencing  equipment  at  ATLANTIC
DISTRICT LCMS site(s).  Said video conferencing  equipment will be installed and
paid  for  by  EVC.  All  such  video  conferencing   equipment  and  associated
accessories  shall  remain  the  exclusive  property  of EVC.  EVC is  under  no
obligation to continue to maintain either  telecommunication  lines or equipment
at any ATLANTIC  DISTRICT  LCMS site(s) if,  during any academic  semester,  the
total  enrollment at EVC  sponsored  courses  falls below the  thresholds  cited
herein,  as set forth in  paragraph 11 of this  agreement.  EVC may, at its sole
discretion,  remove  part or all of its  equipment  which is located at ATLANTIC
DISTRICT LCMS site(s) should enrollment fall below the thresholds cited herein.

     6. All equipment supplied by EVC is the sole and exclusive property of EVC,
including but not limited to any and all patents,  copyrights and trademarks, if
any,  associated  therewith.

     7. a. EVC is  responsible  for the necessary  maintenance,  repair,  and/or
replacement of televideo  equipment  supplied to ATLANTIC  DISTRICT LCMS site(s)
for the transmission of ITV/DL courses by EVC.

     b. EVC will provide  reasonably prompt service for repair or replacement of
defective interactive televideo equipment and software as necessary.

     8. EVC agrees to make every reasonable  effort to maintain its equipment in
good working order. However, EVC is not responsible for service or repair delays
or  interruption  of service  caused by strikes,  labor  actions,  power outages
(other than those limited to site locations alone), acts of God or other matters
beyond EVC's control.

     9. ATLANTIC DISTRICT LCMS hereby  acknowledges that the ITV/DL programs are
targeted toward the non-traditional student market and therefore agrees to offer
access sites to ITV/DL courses at dates and times appropriate to target markets,
generally between the hours of 5:00 p.m. and 10:00 p.m., Mondays through Fridays
and between 8:00 a.m. and 5:00 p.m. on  Saturdays.

     10. Each ATLANTIC  DISTRICT LCMS congregation must provide a minimum of one
(1)  classroom at each church  suitable for video  conferencing.  Each  ATLANTIC
DISTRICT  LCMS  congregation  is  responsible  for  all of its own  room  costs,
including   lighting,   appropriate   student  desks  (or  tables)  and  chairs,
electricity, and security associated with the offering of ITV/DL courses through
EVC at ATLANTIC DISTRICT LCMS site(s).  Each ATLANTIC DISTRICT LCMS congregation
will  use its  best  efforts  to make  additional  classrooms  available  should
enrollment  demands require such.


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<PAGE>

     11.  ATLANTIC  DISTRICT  LCMS agrees to designate  one person as the single
point of contact for ATLANTIC DISTRICT LCMS in connection with this contract. It
further agrees that each church involved as a classroom site shall designate one
person as the primary point of contact.

     12.  Enrollment  Requirements and Rental Fees

     a. EVC and ATLANTIC DISTRICT LCMS agree that this agreement requires that a
minimum of eighty (80)  student  course  registrations  (SCRs) to be enrolled at
ATLANTIC DISTRICT LCMS site(s) each semester at least one (1) month prior to the
start of each semester before EVC will provide video conferencing equipment.

     b. Examples of SCRs are:

     (1) twenty (20) students enrolled in four (4) courses each; or,

     (2) eighty (80) students enrolled in one course each; or,

     (3) any combination thereof of students enrolled in EVC offered courses, in
which a minimum total of eighty (80) SCRs is reached in one or more courses.

     c. Subject to the minimum enrollments specified in (a) above, EVC shall pay
to  appropriate  congregations  of the ATLANTIC  DISTRICT LCMS the sum of $1,000
(one  thousand  dollars) per  semester  for each  classroom in which the minimum
number of (80) SCRs are  registered  with all students  attending  EVC sponsored
courses.  Additionally,  EVC will compensate one site coordinator at each church
the sum of $500.00 (five hundred dollars) per year to help secure  registrations
and administer the Telecommute to College Program.

     13. Term of Agreement

     a. The basic term of this agreement shall be FIVE (5) YEARS.

     b. The  parties  hereby  acknowledge  the  necessity  for  allowing  ITV/DL
students continuity and ongoing access to ATLANTIC DISTRICT LCMS site(s) for EVC
offered courses and programs.

     c. In light of the  foregoing,  the parties agree that  commencing  July 1,
2000 and every  July 1st  thereafter,  this  agreement  shall  automatically  be
extended for an  additional  period of ONE (1) YEAR,  subject to the  conditions
hereinafter contained.

     d. In the event that either party should desire not to automatically extend
this agreement,  then and in that event, such party shall so notify the other in
writing,  by Certified Mail, Return Receipt Requested,  no later than April 1 of
any given year, after which the agreement will not be extended for an additional
ONE (1)  YEAR,  but will  have  only the Four  (4)  YEARS of the  existing  term
remaining.

     14.  EVC  agrees  to use its  best  efforts  to  negotiate  and  execute  a
reasonable  agreement with Concordia  College for the offering of  undergraduate
and graduate courses through EVC via ITV/DL.

     15. The foregoing constitutes the entire agreement between the parties, and
any other  agreements  or  representations,  whether  verbal or written,  if not
contained herein,  are void, of no effect, and are not binding upon the parties.

     16.  No valid  modification,  amendment,  or  deletion  may be made to this
agreement  except in writing and  executed by the parties in  substantially  the
same manner as this agreement.

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<PAGE>


     17. Any and all notices  required  hereunder  shall be by  Certified  Mail,
Return Receipt Requested, to each party's last known address and shall be deemed
given at the time of  mailing.

     18. If any portion of this agreement  shall be found to be void,  voidable,
or  unenforceable,  it shall not effect the  validity  of the  remainder  of the
agreement.

     19. EVC may, at its sole  option,  remove its  equipment  terminate  if any
church site registers  less than the stated  minimum  requirement of eighty (80)
SCRs every  academic  semester.

     20. The parties agree that any disputes or disagreements  arising hereunder
or in connection  herewith  shall be settled by binding  arbitration  before the
American  Arbitration  Association at their offices located in White Plains, New
York,  and that any judgment  awarded  thereunder may be entered in any court of
appropriate jurisdiction,  and will have full force and effect therein.

     21. This agreement shall be construed in accordance  with, and governed by,
the laws of the State of New York.

     IN WITNESS  WHEREOF the parties have  hereunto set their hands and seal the
date first appearing above.

                              EDUCATIONAL VIDEO CONFERENCING, INC.


                              By: /s/ Dr. John J. McGrath
                                  ----------------------------
                                   Dr. John J. McGrath
                                   President


                              ATLANTIC DISTRICT LCMS MISSOURI SYNOD


                              By: /s/ David. H. Benke
                                  ----------------------------
                                   The Rev. Dr. David H. Benke
                                   President





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     Congregation        Address    Authorized Signature     Title


1.  THE CHRIST ASSEMBLY  S.I. NY   /s/ Philip P. Saywrayne   MISSIONARY AT LARGE
                                       -------------------

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                         Educational Video Conferencing


ok        St. Peters Lutheran Church         ok   St. Mathews Lutheran Church
          105 Highland Place                      202 Sherman Avenue
          Brooklyn, NY 11208                      New York, NY 10034
          Phone 718-647-1007                      Phone 212-567-2172
signed    Rev. David H. Benke (Judy)              Vicar Peter Debra
1-Sep     Contact: Twila Evanson         signed   Contact:  Tom Manigold


ok        Lutheran Church of The Risen       ok   St. Mark Lutheran Church
            Christ                                Kimball Avenue & St. Marks Pl.
          250 Blake Avenue                        Yonkers, NY 10704
          Brooklyn, New York 11212                Phone 914-237-8199
          Phone 718-498-3848              signed  Contact Rev. Dr. Gary Carstens
          Rev. Eugene A. Koene                    Contact:  Debbie Patton
signed    Contact: Nick Trentotola


ok        African Immigrant Ministry         ok   Wartburg Facilities
          240 Park Hill Ave., Apt. 5J (home)      Wartburg Lutheran Home for
          Staten Island, NY 10304                   the Aging
          212-674-6399 LJM                        Wartburg Nursing Home
          718-876-0014 home                       50 Sheffield Avenue
signed    Contact Rev. Philip P. Saywrayne        Brooklyn, NY 11207
                                                  Phone 718-345-2273
                                                  Fax 718-485-9236
                                         signed   Administrator:
                                                    Ms. Ellen Bartoldus
                                          1-Sep   Contact Renee Renard,
                                                    Asst. Administrator

ok        Emanuel Lutheran Church            ok   Grace Lutheran Church
          37-57 104th Street                      2930 Valentine Avenue
          Corona, NY 11368                        Bronx, NY 10458
          Phone 718-424-2211                      Phone 718-295-4766
          Rev. David Elseroad             signed  Contact: Rev. James Gajadhar
signed    Thelma Menedez